EXHIBIT 10.1
STATE OF NORTH CAROLINA
COUNTY OF XXX LEASE AGREEMENT
THIS LEASE AGREEMENT is made and entered into as of the 4th day of
January, 1994, by and between XXXXXXXX PROPERTIES JOINT VENTURE, a North
Carolina general partnership, party of the first part (hereinafter called
"Lessor"), and TRIANGLE EAST BANK, a North Carolina banking corporation, party
of the second part (hereinafter called "Lessee"),
WITNESSETH:
In consideration of the rents hereinafter agreed to be paid and in
consideration of the mutual covenants and agreements hereinafter recited, Lessor
does hereby lease and demise unto Lessee and Lessee does hereby lease and take
as tenant from Lessor those certain premises (hereinafter called the "Premises")
and being more particularly described in Exhibit "A" attached hereto and
incorporated herein by reference and being referred to as 0000 Xxxxxxxx Xxxxxx,
in the City of Sanford, North Carolina. No easement for light or air is granted
hereunder. Lessor shall have no obligation to make any improvements in the
Premises whatsoever and Lessee hereby agrees to accept the building,
improvements, and any equipment on or in the premise, in their existing
condition, "as is". No representation, statement, or warranty, express or
implied, has been made by or on behalf of the Lessor as to such condition, or as
to the use that may be made of such property.
TO HAVE AND TO HOLD the said Premises unto the Lessee upon the
following terms and conditions:
1. TERM. The term of this Lease shall begin on the 1st day of January,
1994, and shall end at 12:00 midnight on the 31st day of December, 1995,
("initial term"). It is agreed that, at the expiration of the initial term of
this Lease, if Lessee is not in default of any of the terms and conditions of
this Lease, Lessee shall have the right and option to renew this Lease for one
additional three-year term (first renewal term). Such first renewal term shall
commence as of January 1, 1996 and shall be subject to and in accordance with
all terms and conditions set forth in this Lease with the rental to remain at
Seven Hundred Fifty Dollars ($750.00) per month. It is further agreed that at
the expiration of the first renewal term of this Lease (December 31, 1998), if
Lessee is not in default of any of the terms and conditions of this Lease, then
this Lease may be extended for an additional five (5) year term (second renewal
term) with the rent for said second renewal term to be mutually agreed upon
between the Lessor and Lessee. In the event Lessor and Lessee are unable to
agree, prior to October 1, 1998, upon the rent during the second renewal term
then this lease shall terminate at midnight on December 31, 1998. All other
charges shall remain in effect as if the initial term of this Lease had included
such renewal terms. If Lessee shall desire to exercise these rights and options,
it shall give Lessor notice in writing not less than thirty (30) days prior to
the expiration of the current term of this Lease. If Lessee shall fail to
provide such notice to Lessor within such tine period, it shall be conclusively
deemed that Lessee has elected not to renew and extend the term of this Lease as
aforesaid, time being of the essence.
2. RENT.
A. Lessee shall pay to Lessor the sum of Seven Thousand Two
Hundred Dollars ($7,200.00) per annum (hereinafter sometimes referred to as the
"Base Rent"), payable in monthly installments of Six Hundred Dollars ($600.00)
each due on the first day of each month,
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in advance, during the first twelve (12) months of this Lease and shall increase
to Nine Thousand Dollars ($9,000.00) per annum and Seven Hundred Fifty Dollars
($750.00) per month for the second twelve (12) months of the initial term, and
payment for the first month of leasing shall be made upon the date Lessor shall
have made the Premises available for possession by Lessee. Rent for any partial
month shall be paid in advance at that daily rate equal to the monthly Base Rent
divided by the number of days in the month for which such rent is due.
B. Interest on unpaid amounts and No Set-Off. If any monthly
installment of the Base Rent is not paid within ten (10) days of its due date or
if any other sum due Lessor in accordance with any provision of this Lease shall
not be paid immediately when due, the same shall, unless Lessor shall waive the
same, bear interest at the rate of eighteen percent (18%) per annum (or, if
less, the highest rate allowed by law) from such due date until such sum and all
such interest accrued thereon shall have been paid. Interest accrued as
aforesaid shall be deemed to be additional rent hereunder due on demand and
failure to pay the same shall constitute an Event of Default (hereafter
defined). All Base Rent and any other sum due Lessor in accordance with any
provisions of this Lease shall be paid without notice or demand and without
set-off or deduction of any kind, except as otherwise expressly provided in this
Lease.
3. DEFAULT. The occurrence of one or more of the following events
(herein called "Events of Default") shall constitute a default by the Lessee:
A. Failure to pay rent within fifteen (15) days after its due
date;
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B. Failure to perform any other provision of this Lease if the
failure to perform is not cured, or reasonable efforts began to cure such
default, within thirty (30) days after notice thereof has been given to Lessee.
C. If Lessee shall be adjudged bankrupt or file for bankruptcy
or if a receiver shall be appointed for Lessee.
4. END OF TERM, HOLDING OVER AND ATTORNEY'S FEES. Upon the expiration
of the term or other termination of this Lease, Lessee shall quit and surrender
to Lessor the Premises, broom clean, in good order and condition, ordinary wear
and tear excepted and Lessee shall remove from the Premises all of its property.
If Lessee shall hold over after the expiration of the term or other termination
of this Lease, such holding over shall not be deemed to be a renewal of this
Lease but shall be deemed to create a tenancy-at-will and by such holding over
Lessee shall be deemed to have agreed to be bound by all of the terms and
conditions of this Lease except those as to the term hereof and except that
during such tenancy-at-will, Lessee shall pay Base Rent at the rate of One
Hundred Twenty-five percent (125%) of the rent in effect at the conclusion of
the Lease term. If any rent or other sum owing under this Lease is collected by
or through an attorney-at-law, Lessee agrees to pay Lessor's reasonable
attorney's fees not in excess of fifteen (15%) percent (or if the statutes or
other laws of the State of North Carolina in effect at the time of such
collection limit the amount so payable as attorney's fees, then the maximum
percentage allowed by such laws or statutes) of the amount so collected.
5. USE OF PREMISES. The Premises may be used and occupied by Lessee for
any legal purpose. Lessee shall not use the Premises or any portion thereof for
any illegal or unlawful
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purpose and will not cause or permit a nuisance to be created or maintained
therein. Lessee, shall not fix, print, paint or display any sign, name, legend,
notice or advertisement on any part of the Premises unless such conforms and
complies with the ordinances of the City of Xxxxxxx.
6. ASSIGNMENT AND SUBLETTING. Lessee shall not assign this Lease or
sublet the Premises or any part thereof without the prior written consent of
Lessor which consent shall not be unreasonably withheld. Consent by Lessor to
one assignment or subletting shall not operate as a waiver as to future
assignments or subleases. If this Lease shall be assigned or the Premises or any
portion thereof sublet by Lessee at a rental that exceeds all rentals to be paid
to Lessor hereunder, attributable to the Premises or portion thereof so assigned
or sublet, then and in such event any such excess shall be paid over to Lessor
by Lessee. If Lessee shall request Lessor's consent to an assignment of this
Lease or a subletting of the Premises, Lessor shall, at its election upon notice
to Lessee and without limitation, have the right to enter into a direct lease
with the proposed assignee or subtenant, in which event this Lease shall
automatically terminate as of the date of such new lease.
7. TAXES AND UTILITIES. The Lessee, in addition to the fixed rent
provided for herein, shall reimburse Lessor for all taxes and assessments upon
the Premises, and upon the buildings and improvements thereon, which are
assessed during the lease term. All taxes assessed prior to but payable in whole
or in installments after the effective date of the lease term, and all taxes
assessed during the tern but payable in whole or in installments after the lease
term, shall be adjusted and prorated, so that the Lessor shall pay their
prorated share for the period prior to and for the period subsequent to the
lease term and the Lessee shall pay its prorated share for the lease term. The
Lessee shall have the right to protest any tax assessment or valuation
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made on the Premises by the taxing authorities to the same extent as if it were
the owner of the Premises. Reimbursement of these said taxes and assessments
shall be made to Lessor within fifteen (15) days after presentation from Lessor
to Lessee of a paid receipt for said taxes and assessments. Upon receipt of said
funds Lessor shall then pay the appropriate tax authorities.
It is further understood and agreed that Lessee shall be responsible
for and shall pay all utility charges incurred in and connected with use of the
Premises, including but not limited to electricity and telephone, and water
services.
8. ALTERATIONS BY LESSEE. Lessee shall make no alterations, additions
or improvements to the Premises without the prior written consent of Lessor
which consent shall not be unreasonably withheld. All alterations, additions and
improvements made by, for or at the direction of Lessee shall, when made become
the property of Lessor and shall remain upon and be surrendered with the
Premises as a part, thereof at the expiration or earlier termination of this
Lease. Upon the expiration or any earlier termination of this Lease, Lessee
shall promptly reimburse Lessor for any expense or cost incurred by Lessor in
restoring the Premises to the condition in which the Premises were at the time
Lessee shall have occupied the same, ordinary wear and tear, fire or other
casualty not caused by Lessee, additions and improvements to the Premises
consented to in writing by Lessor excepted. Lessee shall promptly pay and
discharge any and all licensees, imposts, liens or other charges arising out of
or in connection with the performance of any act required of or permitted Lessee
hereunder and shall keep the Premises free and clear from any and all such liens
or charges.
9. PROPERTY OF LESSEE. All property placed on the Premises by, at the
direction of or with the consent of the Lessee, its employees, agents, licensees
or invitees, shall be at the risk of the Lessee or the owner thereof and Lessor
shall not be liable for any loss of or
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damage to said property resulting from any cause whatsoever unless such loss or
damage is the result of Lessor's proven acts of negligence.
10. REPAIRS AND MAINTENANCE. Lessor shall repair and maintain the roof
and outer walls of the building on the Premises. The Lessee shall, at its own
expense, make all other necessary repairs and replacements to the Premises
including but not limited to interior walls and ceilings and to the pipes,
heating system, plumbing system, glass fixtures, and all other appliances and
appurtenances belonging thereto and all equipment used in connection with the
Premises. Such repairs and replacements, interior and exterior, ordinary as well
as extraordinary, and structural as well as non-structural, shall be made
promptly by Lessee, as and when necessary. All repairs and replacements shall be
in quality and class at least equal to the original work. On default of the
Lessee in making any such repairs or replacements it is required to make or
perform hereunder, the Lessor may, but shall not be required to, make such
repairs and replacements for the Lessee's account and the expense thereof shall
constitute and be collectable as additional rent.
11. LESSOR'S RIGHT OF ENTRY. Lessor shall have the right to enter and
to grant licenses to enter the Premises, during the Lessee's business hours and
upon 24 hours prior notice to Lessee, except in the case of an emergency (a) to
inspect the Premises, (b) to exhibit the Premises to Prospective tenants or
purchasers of the Building, (c) to make alterations or repairs to the Premises
or to the Building and to store necessary materials, tools and equipment for
such alterations or repairs, (d) for any purpose which Lessor shall deem
necessary for the operation and maintenance of the Premises, (e) for the purpose
of removing from the Premises any placards, signs, fixtures, alterations or
additions not permitted by this agreement, or (f) to xxxxx any condition which
constitutes a violation of any covenant or condition of this Lease. No such
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entry by Lessor shall in any manner affect Lessee's obligation and covenants
under this Lease and no such entry shall of itself without affirmative proof of
negligence on the part of Lessor render Lessor liable for any loss of or damage
to the property of Lessee.
12. INDEMNIFICATION OF LESSOR. Lessee agrees to indemnify and defend
Lessor and to save harmless Lessor, and the tenants, licensees, invitees,
agents, servants and employees of Lessor against and from any and all claims by
or on behalf of any person, firm or corporation arising by reason of injury to
person or property occurring on the Premises occasioned in whole or in part by
any act or omission on the part of Lessee or any employee, agent, assignee or
subtenant of Lessee, or by reason of any unlawful use of the Premises or by
reason of any breach, violation or non-performance of any covenant in this Lease
on the part of Lessee to be observed or performed, and also by reason of any
matter or thing growing out of the occupancy or use of the Premises by Lessee or
any one holding under Lessee. Lessee agrees to pay Lessor promptly for all
damage to the Premises and for all damage to occupants of Premises caused by
Lessee's misuse or neglect of the Premises or of its or their apparatus and
appurtenances and Lessee agrees in any event to reimburse and compensate Lessor
as additional rent within five (5) days of rendition of any statement to Lessee
by Lessor for expenditures made by Lessor or for fines sustained or incurred by
Lessor due to non-performance or non-compliance with or breach or failure to
observe any term, covenant or condition of this Lease upon Lessee's part to be
kept, observed, performed or complied with.
Neither party herein shall be liable to the other for any damage by or
from any act or negligence of or by any owner or occupant of adjoining or
contiguous property. Neither Lessor nor its agents shall be liable to Lessee or
to any person, firm or corporation claiming through or under Lessee for any
injury or damage to persons or property resulting from fire, explosion,
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falling plaster, steam, glass, electricity, water, rain or snow or leaks from
any part of the Premises or from the pipes, appliances or plumbing works or from
the roof, street or subsurface or from any other place or by dampness or by any
other cause of whatever nature, unless caused by or due to proven acts of
negligence of Lessor or its agents, servants and employees. Lessor shall not be
liable to Lessee or to any person, firm or corporation claiming through or under
Lessee for any latent defect in the Premises other than pertains to the roof and
outer walls of the Premises.
13. INSURANCE AND INSURANCE RATES. Throughout the term of this Lease,
Lessor shall carry such insurance as it deems appropriate to protect its
interest in the Premises. Throughout the term of this Lease, Lessee shall carry
fire and extended coverage insurance insuring its interest, if any, in
improvements to or in the Premises and its interest in its office furniture,
equipment, supplies, inventory and all its other property located on the
Premises and Lessee shall carry public liability insurance insuring against all
liability of Lessee and its authorized representatives arising out of and in
connection with Lessee's use or occupancy of the Premises. Each party herein
hereby waives any claim or right of action which it may have against the other
for any loss or damage covered by such insurance. Lessee shall at its own
expense, obtain and maintain in force public liability insurance which shall
insure Lessor against liability for injury or death of persons or loss or damage
to property occurring in or about the insurance shall have coverage in the
minimum amount of Five Hundred Thousand - One Million Dollars ($500,000.00 -
$1,000,000.00).
Lessee shall not do or cause to be done or permit on the Premises
anything deemed extra hazardous on account of fire and Lessee shall not use the
Premises in any manner which will cause an increase in the premium rate for any
insurance in effect on the Premises or a part thereof. If, because of anything
done, caused to be done, permitted or omitted by Lessee or its
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agents, servants or employees the premium rate for any kind of insurance in
effect on the Premises or any part thereof shall be raised, Lessee shall pay
Lessor on demand the amount of any such increase in premium which Lessor shall
pay for such insurance and if Lessor shall demand that Lessee remedy the
condition which caused any such increase in an insurance premium rate, Lessee
shall remedy such condition within five days after receipt of such demand,
provided, however, that if Lessee can obtain the same insurance coverage, but
for a lesser premium, (approved by Lessor which approval shall not be
unreasonably withheld) from another company then it may present such information
to Lessor and Lessor shall then have the option in regard to which insurance
coverage shall be used. In the event Lessor chooses to use the insurance company
with the higher premium then Lessee shall be responsible and shall pay for only
the lesser premium.
14. FIRE OR OTHER CASUALTY. In the event that before or during the term
of this Lease, the Premises or the Building shall be damaged by fire or other
casualty which renders the Building, the Premises or any part of the Building or
the Premises untenantable, Lessor within twenty (20) days of such fire or
casualty or of receipt of written notice from Lessee of such damage (whichever
shall last occur) shall have the right to either (i) serve written notice upon
Lessee of Lessor's intent to repair said damage or (ii) if said damage renders
so much of either of the Premises or of the Building untenantable that repair
would not be feasible, or if said damage shall have been occasioned by the act
or omission of Lessee, its servants, agents or employees, serve written notice
upon Lessee that its Lease is terminated, provided, however, that Lessor shall
not so terminate this Lease unless such repairs cannot be made within a period
of sixty (60) days or unless at the time such notice is given there remains less
than one hundred eighty (180) days during the unexpired current term of this
Lease and Lessee, upon request from
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Lessor advises Lessor that it does not intend to renew the Lease for an
additional term. If Lessor shall, is required, or elects, to repair such damage,
such repairs shall be commenced within fifteen (15) days of notice to Lessee of
such election and such repairs shall be completed within one hundred eighty
(180) days of notice to Lessee of such election or within sixty (60) days if
applicable. During the period of repair the Base Rent shall be reduced to an
amount which bears the same ratio to the Base Rent the portion of the Premises
then available for use bears to the entire Premises. Upon completion of such
repair, the rent shall thereafter be paid as if no fire or other casualty had
occurred.
The other provisions of this paragraph 14 notwithstanding, Lessor shall
have no obligation to replace or repair any property on the Premises belonging
to Lessee or to any one claiming through or under Lessee nor shall Lessor have
any obligation hereunder to replace or repair any property on the Premises which
Lessor shall have the right to require Lessee to remove from the Premises or any
alteration, addition or improvement made to the Premises by, for or at the
direction of Lessee unless such fire or other casualty was caused by or due to
proven acts of negligence of Lessor or its, agents, servants and employees.
15. SUBORDINATION. Lessee agrees that this Lease may be assigned as
additional security for all mortgages or deeds of trust which may now or
hereafter be in effect in regard to the premises and for all renewals,
modifications, consolidations, replacements and extensions thereof. This clause
shall be self-operative and no further instrument shall be necessary to effect
such subordination; however, Lessee shall execute promptly and deliver to Lessor
any such certificate or certificates in writing as Lessor may request evidencing
the subordination of this Lease to or the assignment of this Lease as additional
security for such mortgage or deed of trust;
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provided however, Lessor shall reimburse Lessee for any reasonable costs
incurred by Lessee for more than one such certificate per calendar year.
16. CONDEMNATION. If a part of the Premises be taken for any public or
quasipublic use, under any statute or by right of eminent domain, or private
purchase in lieu thereof, such as to render them unsuitable for the business of
the Lessee, then this lease, at the option of the Lessee, shall be canceled and
declared null and void, and of no effect and the Lessee shall be liable for the
rent only up to such time as of partial taking. In the event of a partial taking
which is not extensive enough to render the Premises unsuitable for the business
of the Lessee, the Lessors shall promptly restore the Premises to a condition
comparable to their condition at the time of said condemnation and the lease
shall continue, but starting with the date of such restoration, the rental shall
be reduced proportionately. In the event of the occurrence of the contingencies
above mentioned or of complete condemnation, rent shall xxxxx corresponding with
the time during which the Premises may not by used by the Lessee and the Lessee:
shall be entitled to receive a pro rata refund of any advance rental paid by it
for the rental period during which the Premises were wholly or partially taken.
Nothing herein contained shall be deemed or construed to prevent Lessor
or Lessee from enforcing and prosecuting in any condemnation proceedings for the
value of their respective interest.
17. QUIET ENJOYMENT AND TRANSFER OF TENANTS. Lessor agrees that Lessee
on paying the rent and performing all the terms and conditions of this Lease
shall quietly have, hold and enjoy the Premises for the term aforesaid.
18. NOTICES. Any notice or demand which by any provision on this
agreement is required or allowed to be given by either party to the other shall
be deemed to have been
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sufficiently given for all purposes when made in writing and sent in the United
States mail as certified or registered mail, return receipt requested, postage
prepared and addressed: (a) if to Lessee, to 0000 Xxx Xxxxx Xxxx, Xxxx Xxxxxx
Xxx 00000, Xxxxxxx, XX 00000 ATTN: President and (b) if to Lessor, to Xxxxxxxx
Properties Joint Venture, Attention: Xxxxx Xxxxxxxx, Xxxx Xxxxxx Xxx 0000,
Xxxxxxx, X.X. 00000, or to such other place as Lessor or Lessee may from time to
time designate in a notice to the other.
19. OPTION TO PURCHASE. In the event Lessee has fully complied with all
the terms and conditions of this agreement and is not in default in any of its
terms then Lessee shall have the option, by written notice given to Lessor at
any time prior to thirty (30) days before the expiration of the lease term then
in effect, to purchase the Premises for the purchase price of one Hundred
Eighty-five Thousand Dollars ($185,000.00). The purchase price shall be paid in
cash at closing with no credit given for rent previously paid with said closing
to take place within thirty (30) days of the date of the receipt of said notice
by Lessor.
20. HEIRS AND ASSIGNS. The provisions of this Lease shall bind and
inure to the benefit of Lessor and Lessee, and their respective successors,
heirs, legal representatives and assigns. It is understood and agreed, however,
that the term "Lessor", as used in this Lease, means only the owner or the
lessor for the time being of Premises, so that in the event of any sale or sales
including, without limitation, any judicial sale, any sale in foreclosure and
any sale pursuant to a power of sale contained in a mortgage or deed of trust.
affecting all or any part of the Premises of said property or of any lease
thereof, the Lessor named herein shall be and hereby is entirely freed and
relieved of all covenants and obligations of Lessor hereunder accruing after
such sale, and it shall be deemed without further agreement that the purchaser
or the Lessee, as the case may be, has assumed and agreed to carry out any and
all covenants and obligations of
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Lessor hereunder accruing after such sale. Lessee shall from time to time upon
request of Lessor execute and deliver to Lessor a certificate or certificates
stating that this Lease is unmodified and in full force and effect as modified
and stating the modifications; provided, Lessor shall reimburse Lessee for any
reasonable costs incurred by Lessee for more than one such certificate per
calendar year. Such certificates shall also state the amount of Base Rent then
in effect, the dates to which rent has been paid in advance, the amount of any
security deposit, and shall specify any default in Lessor's performance claimed
by Lessee.
21. INTEGRATION AND BINDING EFFECT. The entire agreement, intent and
understanding between Lessor and Lessee is contained in the provisions of this
Lease and any stipulations, representations, promises or agreements, written or
oral, made prior to or contemporaneously with this Lease shall have no legal or
equitable effect or consequence unless reduced to writing herein. This Lease
shall be governed by and construed pursuant to the laws of the State of North
Carolina.
22. COMPLIANCE BY LESSEE WITH GOVERNMENTAL REGULATIONS. In the
performance of any acts required of or permitted Lessee under paragraph 8 of any
other provision of this Lease, Lessee shall obey and comply with all lawful
requirements, rules, regulations, and ordinances of all legally constituted
authorities, existing at any time during the continuance of such performance in
any way affecting the Premises or the use of the Premises by Lessee. Such
compliance shall include compliance by Lessee with requirements of the
Occupational Safety and Health Act, and all amendments thereto, as the same
applies to the Lessee's use of the Premises.
23. MISCELLANEOUS. This lease shall be modified only by written
agreement signed by Lessor and Lessee. Lessee shall contemporaneously with the
execution and delivery of
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this Lease also deliver to Lessor a copy of the Resolution of the Board of
Directors of the Lessee authorizing the execution of this Lease.
24. ENVIRONMENTAL CONDITION OF PREMISES. The current ENVIRONMENTAL and
ecological condition of the Premises are such that the Premises do not violate
any law, ordinance, notice, requirement, rule or regulation applicable thereto
and: (i) Lessor neither knows of, nor has it been advised of, any legal or
administrative proceedings, claims or alleged claims, volitions or alleged
volitions, infractions of alleged infractions or any laws, rules, regulations
relating to the condition of the Premises; (ii) there is not now pending, or
threatened, any action, suit, investigation or proceeding against Lessor or the
Premises seeking to enforce any right or remedy under any ENVIRONMENTAL or
ecological law; (iii) Lessor neither knows, nor has been advised or has any
reason to believe, that the soil, surface water and ground water of, on, under
or about the Premises is not now free from solid waste, hazardous waste, or any
other toxic or hazardous substances or contaminants ("hazardous materials");
(iv) during Lessor's ownership and, to the best of its knowledge, during the
ownership of prior owners; the Premises has not been used for the treatment,
storage, or disposal of any hazardous materials; (v) Lessor shall immediately
give Lessee notice in the event it receives any notice from any party with
regard to hazardous materials affecting the Premises; (vi) Lessor shall complete
all remedial, removal, and other actions necessary to clean up and remove all
hazardous materials on, from affecting the Premises as of December 31, 1993, in
accordance with all applicable laws; and, (vii) Lessor shall indemnify and hold
harmless Lessee against any and all liabilities including, without limitation,
the payment of any costs and attorney's fees, arising from or in connection with
the treatment, storage, handling and disposal of any hazardous materials on the
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Premises prior to January 1, 1994, or any breach of Lessor's warranty of
ENVIRONMENTAL and ecological condition of the Premises as herein contained.
Lessee shall not during any time under this lease engage in any
activities which create nor shall it store, maintain or dispose of any solid
waste, hazardous waste, or any other toxic or hazardous substances or
contaminants (hazardous materials) on the Premises. In the event Lessee is the
source of any hazardous materials found on the Premises then it shall complete
all remedial, removal and other actions necessary to clean up and remove all
such hazardous materials on, from or affecting the Premises and shall indemnify
and hold harmless Lessor against any and all liabilities including, without
limitation, the payment of any costs and attorneys fees, arising from or in
connection with the treatment, storage, handling and disposal of any hazardous
materials on the Premises during any term under this lease.
IN WITNESS WHEREOF, the parties hereto have duly executed this Lease
Agreement and have hereunto set their seals as of the day and year first above
written.
LESSEE:
Triangle East Bank,
a North Carolina banking
corporation
By: /s/ (SEAL)
----------------------
President
ATTEST:
By: /s/
------------------------
Assist. Secretary
(Corporate Seal)
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LESSOR:
Xxxxxxxx Properties Joint Venture
/s/ (SEAL)
--------------------------
P. Xxxxx Xxxxxxxx, General Partner
/s/ (SEAL)
--------------------------
Xxx X. Xxxxxxxx, General Partner
/s/ (SEAL)
--------------------------
Xxxxxx X. Xxxxxxxx, General Partner
/s/ (SEAL)
--------------------------
P. Xxxxx Xxxxxxxx, Trustee for
Xxxxxxx Xxx Xxxxxx Xxxxx
STATE OF North Carolina
COUNTY OF Wake
I , Xxxxxxx X. Xxxxxxxxxxx, a Notary Public, for the aforesaid County
and State, hereby certify that Xxxxxxx X. Xxxxxxxxx personally came before me
this day and acknowledged that he is President of Triangle East Bank, and that
by authority duly given and as the act of the corporation, the foregoing
instrument was signed by him as its President, and sealed with its corporate
seal and attested by Xxxxx X. Xxxxxxx as its Asst. Secretary.
Witness my hand and notarial seal this 21st day of January, 1994.
/s/
-----------------------------
Notary Public
My commission expires: 7-2-95
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NORTH CAROLINA
LEE COUNTY
I, Xxxxxxx X. Xxxxxxx, a Notary Public for the aforesaid County and
State do hereby certify that P. Xxxxx Xxxxxxxx, general partner of Xxxxxxxx
Properties Joint Venture personally appeared before me this day and acknowledged
the execution of the foregoing instrument as said general partner for the
purposes therein expressed.
Witness my hand and notarial seal this the 13th day of January, 1994.
/s/
----------------------------------
Notary Public
My commission expires:
Jan. 26, 1998
NORTH CAROLINA
LEE COUNTY
I, Xxxxxxx X. Xxxxxxx, a Notary Public for the aforesaid County and
State do hereby certify that Xxx X. Xxxxxxxx, general partner of Xxxxxxxx
Properties Joint Venture personally appeared before me this day and acknowledged
the execution of the foregoing instrument as said general partner for the
purposes therein expressed.
Witness my hand and notarial seal, this the 12th day of January, 1994.
/s/
-----------------------------
Notary Public
My commission expires:
January 26, 1998
19
NORTH CAROLINA
LEE COUNTY
I, Xxxxxxx X. Xxxxxxx, a Notary Public for the aforesaid County and
State do hereby certify that Xxxxxx X. Xxxxxxxx, general partner of Xxxxxxxx
Properties Joint Venture personally appeared before me this day and acknowledged
the execution of the foregoing instrument as said general partner for the
purposes therein expressed.
Witness my hand and notarial seal, this the 12th day of January, 1994.
/s/
-----------------------------
Notary Public
My commission expires:
January 26, 1998
NORTH CAROLINA
LEE COUNTY
I, Xxxxxxx X. Xxxxxxx, a Notary Public for the aforesaid County and
State do hereby certify that P. Xxxxx Xxxxxxxx, Trustee for Xxxxxxx Xxx Xxxxxx
Xxxxx, general partner of Xxxxxxxx Properties Joint Venture personally appeared
before me this day and acknowledged the execution of the foregoing instrument as
said general partner for the purposes therein expressed.
Witness my hand and notarial seal, this the 13th day of January, 1994.
/s/
-----------------------------
Notary Public
My commission expires:
January 26, 1998
20
EXHIBIT "A" to Lease between
Xxxxxxxx Properties Joint Venture
and
Triangle East Bank
Beginning at an iron pipe located at the intersection of the easterly
right-of-way line of Industrial Drive and the southerly right-of-way line of
Xxxxxxxx Street in Jonesboro Township, Xxxxxxx, Xxx County, North Carolina and
running thence as the said easterly right-of-way line of Industrial Drive, South
25 degs. 28 mins. 00 secs. East, 100 feet; thence South 62 degs. 57 mins. 35
secs. West, 211.00 feet is a set iron stake; thence North 27 degs. 45 mins. 32
secs. West, 99.97 feet to an iron stake in the southerly right-of-way line of
Xxxxxxxx Street; thence as said southerly right-of-way line of Xxxxxxxx Street,
North 62 degs. 57 mins. 33 secs. East, 215 feet to the point of BEGINNING, and
being all of tracts 1 and 2 containing 21,295 square feet as shown on the map
entitled "Survey for X.X. Xxxxxxxx Xxxxx, Xxxxxxxxx Xxxxxxxx, Xxx Xxxxxx, Xxxxx
Xxxxxxxx", completed January 6, 1992, by Xxxxxx X. Xxxxxxxx, RLS # L-1255 which
map is recorded in Plat Cabinet 7, slide 73A, Xxx County Registry, and to which
map reference is hereby made.
21
R. XXXXX XXXXXXXX, XX.
0000 Xxx Xxxxxx
P. O. Xxx 0000
Xxxxxxx, XX -00000-0000
Office Phone Residence Phone
000-000-0000 919-775-5842
December 1, 0000
Xxxxxxxx Xxxx Xxxx Certified Mail #Z 274 245 844
0000 Xxx Xxxxx Xxxx
P. 0. Xxx 00000
Xxxxxxx, XX 00000
Attention: President
RE: 0000 Xxxxxxxx Xxxxxx - Xxxxxxx, Xxxxx Xxxxxxxx
Lease between Xxxxxxxx Properties Joint Venture and Triangle
East Bank
Dear Sir/Madam:
According to paragraph 2, subsection A of the above mentioned lease, the rental
amount for the above mentioned property will increase to Seven Hundred Fifty
Dollars ($750.00) per month for the second twelve month period of the initial
lease term. This rental amount will be effective January 1, 1995.
Please make sure your accounts payable department is aware of this change.
We appreciate the opportunity you have given us to serve you. Please let us know
if you have any questions.
Sincerely,
XXXXXXXX PROPERTIES JOINT VENTURE
P. Xxxxx Xxxxxxxx, Xx.
General Partner
fmw
22
FIRST AMENDMENT OF LEASE AGREEMENT
THIS FIRST AMENDMENT OF LEASE AGREEMENT, made and entered into this the
24th day of January, 1996 by and between XXXXXXXX PROPERTIES JOINT VENTURE, a
North Carolina general partnership, (hereinafter referred to as "Lessor") and
TRIANGLE BANK, formerly Triangle East Bank, a North Carolina banking
corporation, (hereinafter referred to as "Lessee"):
W I T N E S E T H:
WHEREAS, Lessor and Lessee, entered into a Lease Agreement dated the
4th day of January, 1994 for the lease of certain premises (the "Demised
Premises") located in 0000 Xxxxxxxx Xxxxxx, in the City of Xxxxxxx, State of
North Carolina, all as more particularly described in the Lease, and WHEREAS,
Lessor and Lessee now desire to amend the said Lease, NOW, THEREFORE, in
consideration of the premises and in consideration of the covenants and
conditions set forth herein and in the Lease Agreement, the parties hereby amend
and modify the aforesaid Lease Agreement as follows:
1. This amendment and its provisions shall be effective upon
signing.
2. Lessor elects to extend the term of the Lease for one (1)
year, January 1, 1996 through December 31, 1996.
3. All other terms and conditions of the Lease Agreement dated
January 4, 1994, shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to
be duly executed the day and year first above written.
LESSEE: TRIANGLE BANCORP.
By: /s/
------------------------
______ President
ATTEST:
By: /s/
----------------------
_______ Secretary
(Affix Corporate Seal)
LESSOR: XXXXXXXX PROPERTIES JOINT
VENTURE
By: /s/ (SEAL)
-----------------------------------
P. Xxxxx Xxxxxxxx, General Partner
By: /s/ (SEAL)
-----------------------------------
Xxx X. Xxxxxxxx, General Partner
By: /s/ (SEAL)
-----------------------------------
Xxxxxx X. Xxxxxxxx, General Partner
By: /s/ (SEAL)
-----------------------------------
P. Xxxxx Xxxxxxxx, Trustee for
Xxxxxxx Xxx Xxxxxx Xxxxx
2
STATE OF North Carolina
COUNTY OF Wake
I, Xxxxxxx X. Birkkenmeyer, a Notary Public for said County and State,
do hereby certify that Xxxxx X. Xxxxxxx personally appeared before me this day
and being duly sworn, acknowledged that he is Secretary of Triangle Bank, a
North Carolina Corporation, and that by authority duly given and as the act of
the corporation, the foregoing instrument was signed in its name by its Sr. Vice
Pres. and sealed with its corporate seal.
Witness my hand and notarial seal this the 5th day of January, 1996.
(OFFICIAL SEAL) /s/
-------------------------------------
Notary Public
My Commission Expires: 7-2-00
STATE OF NORTH CAROLINA
COUNTY Xxx
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that P. Xxxxx Xxxxxxxx, general partner of Xxxxxxxx Properties
Joint Venture personally appeared before me on this day and acknowledged the
execution of the foregoing instrument as said general partner for the purposes
therein expressed.
Witness my hand and notarial seal this the 24th day of January, 1996.
(OFFICIAL SEAL) /s/
------------------------------------
Notary Public
My Commission expires: January 26, 1998
3
STATE OF NORTH CAROLINA
COUNTY OF XXX
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that Xxx X. Xxxxxxxx, general partner of Xxxxxxxx Properties
Joint Venture personally appeared before me on this day and acknowledged the
execution of the foregoing instrument as said general partner for the purposes
therein expressed.
Witness my hand and notarial seal this 26th day of January, 1996.
(OFFICIAL SEAL) /s/
-----------------------------------
Notary Public
My Commission expires: January 26, 1998
STATE OF NORTH CAROLINA
COUNTY OF XXX
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that Xxxxxx X. Xxxxxxxx, general partner of Xxxxxxxx Properties
Joint Venture personally appeared before me on this day and acknowledged the
execution of the foregoing instrument as said general partner for the purposes
therein expressed.
Witness my hand and notarial seal this 24th day of January, 1996.
(OFFICIAL SEAL) /s/
-----------------------------------
Notary Public
My Commission expires: January 26, 1998
4
STATE OF NORTH CAROLINA
COUNTY OF XXX
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that P. Xxxxx Xxxxxxxx, Trustee for Xxxxxxx Xxx Xxxxxx Xxxxx,
general partner of Xxxxxxxx Properties Joint Venture personally appeared before
me on this day and acknowledged the execution of the foregoing instrument as
said general partner for the purposes therein expressed.
Witness my hand and notarial seal this 24th day of January, 1996.
(OFFICIAL SEAL) /s/
------------------------------------
Notary Public
My Commission expires: January 26, 1998
5
SECOND AMENDMENT OF LEASE AGREEMENT
THIS SECOND AMENDMENT OF LEASE AGREEMENT, made and entered into this
the 27th day of September, 1996 by and between XXXXXXXX PROPERTIES JOINT
VENTURE, a North Carolina general partnership, (hereinafter referred to as
"Lessor) and TRIANGLE BANK, formerly Triangle East Bank, a North Carolina
banking corporation, (hereinafter referred to as "Lessee"):
W I T N E S S E T H:
WHEREAS, Lessor and Lessee, entered into a Lease Agreement dated the
4th day of January, 1994 for the lease of certain premises (the "Demised
Premises located in 0000 Xxxxxxxx Xxxxxx in the City of Xxxxxxx, State of North
Carolina, all as more particularly described in the Lease, and WHEREAS, Lessor
and Lessee now desire to amend the said Lease, NOW, THEREFORE, in consideration
of the premises and in consideration of the covenants and conditions set forth
herein and in the Lease Agreement, the parties hereby amend and modify the
aforesaid Lease Agreement as follows:
1. This amendment and its provisions shall be effective upon
signing.
2. Lessor elects to extend the term of the Lease for one (1)
year, January 1, 1997 through December 31, 1997.
3. All other term and conditions of the Lease Agreement dated
January 4, 1994, shall remain in full force and effect
IN WITNESS WHEREOF, the parties hereto have caused this instrument to
be duly executed the day and year first above written.
LESSEE: TRIANGLE BANK
By: /s/
-----------------------------------
EV President
ATTEST:
By: /s/
-------------------
____ Secretary
(Affix Corporate Seal)
LESSOR: XXXXXXXX PROPERTIES JOINT
VENTURE
By: /s/ (SEAL)
-----------------------------------
P. Xxxxx Xxxxxxxx, General Partner
By: /s/ (SEAL)
-----------------------------------
Xxx X. Xxxxxxxx, General Partner
By: /s/ (SEAL)
-----------------------------------
Xxxxxx X. Xxxxxxxx, General Partner
By: /s/ (SEAL)
-----------------------------------
P. Xxxxx Xxxxxxxx, Trustee for
Xxxxxxx Xxx Xxxxxx Xxxxx
2
STATE OF North Carolina
COUNTY OF Wake
I, Xxxxxxx X. Xxxxxxxxxxx, a Notary Public for said County and State,
do hereby certify that Xxxxx X. Xxxxxxx personally appeared before me this day
and being duly sworn, acknowledged that she is Secretary of TRIANGLE BANK, a
North Carolina Banking Corporation; and that by authority duty given and as the
act of the corporation, the foregoing instrument was signed in its name by its
Exec. V.P., and sealed with its corporate seal.
Witness my hand and notarial seal this the 5th day of September, 1996.
(OFFICIAL SEAL) /s/
---------------------------
Notary Public
My Commission Expires: 7-2-2000
STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that P. Xxxxx Xxxxxxxx, general partner of Xxxxxxxx Properties
Joint Venture personally appeared before me on this day and acknowledged the
execution of the foregoing instrument as said general partner for the purposes
therein expressed.
Witness my hand and notarial seal this the 23rd day of Saturday, 1996.
(OFFICIAL SEAL) /s/
--------------------------
Notary Public
My Commission Expires: 7-2-2000
3
STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that Xxx X. Xxxxxxxx, general partner of Xxxxxxxx Properties
Joint Venture personally appeared before me on this day and acknowledged the
execution of the foregoing instrument as said general partner for the purposes
therein expressed.
Witness my hand and notarial seal this the 25th day of September, 1996.
(OFFICIAL SEAL) /s/
-------------------------
Notary Public
My Commission expires: January 26, 1998
STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that Xxxxxx X. Xxxxxxxx, general partner of Xxxxxxxx Properties
Joint Venture personally appeared before me on this day and acknowledged the
execution of the foregoing instrumentas said general partner for the purposes
therein expressed.
Witness my hand notarial seal this the 25th day of September, 1996.
(OFFICIAL SEAL) /s/
------------------------
Notary Public
My Commission expires: January 26, 1998
4
STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that P. Xxxxx Xxxxxxxx, Trustee for Xxxxxxx Xxx Xxxxxx Xxxxx,
general partner of Xxxxxxxx Properties Joint Venture personally appeared before
me on this day and acknowledged the execution of the foregoing instrument as
said general partner for the purposes therein expressed.
Witness my hand notarial seal this the 25th day of September, 1996.
(OFFICIAL SEAL) /s/
-----------------------
Notary Public
My Commission expires: January 26, 1998
5
Prepared by and return to: Smith, Anderson, Xxxxxx Xxxxxxx,
Xxxxxxxx & Xxxxxxxx, L.L.P. (DSC)
X.X. Xxx 0000, Xxxxxxx, XX 00000
NORTH CAROLINA
LEE COUNTY
ASSIGNMENT OF LEASE
THIS ASSIGNMENT OF LEASE ("Assignment") is made and entered into
effective as of June 20, 1997, by TRIANGLE BANK, a North Carolina banking
corporation ("Assignor"), and CAPITAL BANK, a North Carolina banking corporation
("Assignee"), and joined in by XXXXXXXX PROPERTIES JOINT VENTURE, a North
Carolina general partnership ("Landlord").
WITNESSETH:
WHEREAS, Landlord and Assignor have entered into a Lease dated January
4, 1994, as amended as of January 24, 1996, and September 27, 1996 (the
"Lease"), a memorandum of which was recorded on February 2, 1994, in Book 525,
Page 352, Xxx County Registry, for premises located in Xxxxxxx, Xxx County,
North Carolina and specified in the Lease (the "Premises"); and,
WHEREAS Assignor and Assignee have reached an agreement whereby
Assignor will assign the Lease, including without limitation all of Assignor's
rights and options contained therein, to Assignee, and Assignee will accept the
Lease from Assignor; and,
WHEREAS, Landlord has agreed to such assignment of the Lease by
Assignor to Assignee, subject to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
set forth in this Assignment of Lease, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged,
Assignor and Assignee hereby agree as follows:
1. Assignor hereby assigns, transfers and conveys unto Assignee all of
Assignor's right, title and interest as tenant in, to and under the
lease, upon the following terms and conditions.
A. The effective date of this Assignment shall be the
date hereof (the "Effective Date") and possession of
the Premises will be delivered by Assignor to
Assignee as the Effective Date;
B. Assignee shall be liable for the payment of the
monthly rent and for the payment of any and all other
costs and expenses which accrue under the Lease from
and after the Effective Date and continuing for the
remainder of the term of the Lease, provided,
however, that it is expressly agreed by the parties
hereto that Assignor shall be and remain solely
responsible for all costs and expenses due Landlord
under the Lease which are due and owing as of the
Effective Date, or which arise out of any breach by
Assignor of any terms or conditions of the Lease
prior to the Effective Date;
C. The Premises, including leasehold improvements, are
being assigned to Assignee in their existing
condition, AS IS, WHERE IS AND WITH ALL FAULTS,
without representation or warranty, express or
implied, as to the condition or erchantability
thereof or the fitness thereof for any particular use
or purpose; and the Premises are subject to any
easements, rights-of-way, restrictions or other
matters affecting title to the Premises.
2. Assignee hereby agrees as follows:
A. Assignee accepts the assignment of the Lease, assumes
and agrees to perform directly any and all of the
duties and obligations of Assignor as tenant under
the Lease which accrue from and after the Effective
Date, and agrees to abide by the terms and conditions
of the Lease; and
B. Assignee agrees to defend, indemnify and hold
harmless Assignor from and against any and all
claims, damages and liabilities arising from or
relating to the Lease as to matters occurring, after
the Effective Date.
3. Assignor hereby confirms and agrees as follows:
A. Assignor is the sole tenant under the Lease and is
the sole owner of the tenant's interest thereunder,
and Assignor has not previously assigned the Lease or
any interest therein or sublet the Premises, or
otherwise encumbered Assignor's leasehold interest
thereunder, in whole or in part;
B. The Lease has not been modified or amended except as
noted above, and the Lease is in full force and
effect as of the date hereof;
C. Assignor is not in default under any of the terms,
covenants or conditions of the Lease, and all rent
and other payments due and payable under the Lease as
of the date hereof have been paid; and
D. Assignor agrees to defend, indemnify and hold
harmless Assignee from and against any and all
claims, damages and liabilities arising from or
2
relating to the Lease as to matters occurring prior
to and as of the Effective Date.
4. Landlord hereby agrees to and accepts the assignment of the Lease by
Assignor to Assignee and hereby releases and discharges Assignor from
any duties and obligations as tenant under the Lease which accrue from
and after the Effective Date.
5. This Assignment shall not be changed, modified, discharged or
terminated orally or in any other manner other than by a written
agreement signed by the parties hereto or their respective successors
or assigns.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals
effective as of the date first above written.
LANDLORD: XXXXXXXX PROPERTIES
JOINT VENTURE
BY: /s/ (SEAL)
----------------------------
P. Xxxxx Xxxxxxxx, General Partner
BY: /s/ (SEAL)
----------------------------
Xxx X. Xxxxxxxx, General Partner
BY: /s/ (SEAL)
----------------------------
Xxxxxx X. Xxxxxxxx, General Partner
BY: /s/ (SEAL)
----------------------------
P. Xxxxx Xxxxxxxx, Trustee for
Xxxxxxx Xxx Xxxxxx Xxxxx
3
ASSIGNOR: TRIANGLE BANK
BY: /s/
---------------------------
Senior Vice President
(CORPORATE SEAL)
ATTESTED:
BY: /s/
------------------------
Asst. Secretary
ASSIGNEE: CAPITAL BANK
BY: /s/
---------------------------
________________ President
(CORPORATE SEAL)
ATTESTED:
BY: /s/
-----------------------
____________ Secretary
4
STATE OF NORTH CAROLINA
COUNTY OF XXX
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that P. Xxxxx Xxxxxxxx, general partner of Xxxxxxxx Properties
Joint Venture, personally appeared before me this day and acknowledged the
execution of the foregoing instrument as said general partner for the purposes
therein expressed.
Witness my hand and notarial seal this the 12th day of June, 1997.
(OFFICIAL SEAL) /s/
------------------------------------
Notary Public
My Commission Expires: 0-00-00
XXXXX XX XXXXX XXXXXXXX
XXXXXX XX Xxx
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that Xxx X. Xxxxxxxx, general partner of Xxxxxxxx Properties
Joint Venture, personally appeared before me this day and acknowledged the
execution of the foregoing instrument as said general partner for the purposes
therein expressed.
Witness my hand and notarial seal this the 11th day of June, 1997.
(OFFICIAL SEAL) /s/
------------------------------------
Notary Public
My Commission Expires: 1-26-98
5
STATE OF NORTH CAROLINA
COUNTY OF Xxx
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that Xxxxxx X. Xxxxxxxx, general partner of Xxxxxxxx Properties
Joint Venture, personally appeared before me this day and acknowledged the
execution of the foregoing instrument as said general partner for the purposes
therein expressed.
Witness my hand and notarial seal this the 12th day of June, 1997.
(OFFICIAL SEAL) /s/
------------------------------------
Notary Public
My Commission Expires: 0-00-00
XXXXX XX XXXXX XXXXXXX
XXXXXX OF
I, Xxxxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that P. Xxxxx Xxxxxxxx, trustee for Xxxxxxx Xxx Xxxxxx Xxxxx,
general partner of Xxxxxxxx Properties Joint Venture, personally appeared before
me this day and acknowledged the instrument as said general partner for the
purposes therein expressed.
Witness my hand and notarial seal this the 12th day of June, 1997.
(OFFICIAL SEAL) /s/
------------------------------------
Notary Public
My Commission Expires: 1/26/98
6
STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxx X. Xxxxxxx, a Notary Public for said County and State, do
hereby certify that Xxxxxxx X. Xxxxxxxxx personally appeared before me this day
and being duly sworn, acknowledged that he is Assistant Secretary of Triangle
Bank, a North Carolina banking corporation, and that by authority duly given and
as the act of the corporation, the foregoing instrument was signed in its name
by its President, and sealed with its corporate seal.
Witness my hand and notarial seal this the 9th day of June, 1997.
(OFFICIAL SEAL) /s/
------------------------------------
Notary Public
My Commission Expires: 11/29/97
STATE OF NORTH CAROLINA
COUNTY OF WAKE
I, Xxxxx Xxxxxx, a Notary Public for said County and State, do hereby
certify that Xxxxx X. Xxxxx, personally appeared before me this day and being
duly sworn, acknowledged that he is Secretary of Capital Bank, a North Carolina
banking corporation, and that by authority duly given and as the act of the
corporation, the foregoing instrument was signed in its name by its President,
and sealed with its corporate seal.
Witness my hand and notarial seal this the 20th day of June, 1997.
(OFFICIAL SEAL) /s/
------------------------------------
Notary Public
My Commission Expires: 3-24-2001
7
